I didn't recognize you with your clothes on
by ZoeKar
Summary: When Lena finds herself modeling for a life drawing class and Kara finds herself attending, what could possibly go wrong? Other than... pretty much everything.


**A/N: New WIP? Sure, why the hell not? This was super fun to write and I can't wait to write more :)**

* * *

"I still can't believe this," Lena grumbles as tightens her grip on the canvas-like blanket she has wrapped around her shoulders. It's December, it's cold and she will soon be standing there naked for the world to see. Well- maybe not the world , but definitely for the ten people who take this godforsaken class. And ten people are ten people too many.

"Relax, babe, it's only for a couple of hours," Sam chuckles, her hand rubbing gentle and comforting circles on Lena's back. "Besides, you owe me for all the times-"

"-for all the times you've saved my ass, I know. Why else would I be doing this?"

"Because you're nice and you love me?" Sam pouts and Lena has to look away because she knows she'll turn into mush if she sees the crinkle between her friend's eyebrows.

"Neither of those things is true," she mutters but can't help a tiny smile from reaching her lips. Both these things are true. "I hope you have a heater in this place? It's freezing and I'm not even naked yet. Actually, is it too late to back out of it now?"

The light shove on the shoulder she receives from Sam does little to calm her nerves. "Stop, you're gonna be fine. There's absolutely nothing sexual about it, you're just gonna sit here, you don't even have to talk or anything." Lena sighs and rolls her eyes but doesn't say anything cause she knows that now that she's here, she has to do the dance. Besides, she does owe Sam big time, after all, and she's never been one to not pay a good deed back.

"I can't believe you just- do this every weekend."

"What's the harm? They needed a model and Ruby has soccer practice right across the street so instead of waiting over there for her to be over, I wait over here." Sam raises her shoulders and laughs as Lena rolls her eyes for a second time in as many minutes. "I really do have to go now though, babe. I promised the kiddo I'll be there to cheer her on, it's her first big game. Just let the teacher know you're standing in for me today, okay?"

"I hate you."

"Have fun!" Lena can only groan and wipe off the lipstick mark Sam just left on her cheek. It's going to be a long day...

* * *

 _ **Which room am I supposed to go to again?**_

Kara is running late. It's the first time in almost two years she's decided to pick up her brushes again and start drawing and the fact that she's running late on her first day and the fact that Alex is not replying to her text is a little more than infuriating to her. She clutches her oversized sketchbook between her arm and her body and hopes that the cup of hot chocolate she's balancing in her hand isn't going to spill everywhere as she tries to dial Alex' number. It rings once, twice, three times before it goes to voicemail and Kara groans. She knows the class number, she does, she just has to relax enough for her mind to work and relaxing is not in the cards right now. So she wings it. She remembers it's either class number 601 or 801 and she figures that, in the off chance she walks into the wrong one, she'll just excuse herself and leave. So 601 it is.

The door is closed so she can't see inside, but there are pieces of paper taped up on the walls all around depicting charcoal apples and household products and kitties and she smiles as she knocks softly on the door and walks in. She doesn't know if she should be relieved or slightly weirded out when no one in the room turns to look at her as she enters. Being stared at when entering a classroom late was always one of the worst feelings she experienced at school so she's happy that no one gives her the time of day now. Except for the teacher who smiles politely at her and nods to an empty seat for her to take. She does so with little fuss and is just about to put her sketchbook down on the easel in front of her eyes drift towards the center of the room and her hot chocolate finally spills.

There's no apple sitting in front of her as she would expect. Not a fruit basket or maybe a vase with flowers or a glass of water. No, no there's a woman in the center of the room. A very naked woman sitting there unmoving, bathed in the light of the lamp that's next to her. Luckily, Kara's spilled cocoa goes mostly unnoticed, only the guy next to her sees and is quick to hand her a packet of tissues which she takes gratefully, and soon enough she's settled back in her seat, 8b pencil in one hand and her phone in the other.

 _ **Help, I'm in the wrong class!**_

Her thumb flies across the phone screen as she types.

 _ **There's a naked girl here and everyone is drawing her!**_

 _ **Alex! This is a CODE RED emergency, what do I do?**_

 _ **Oh gosh, this so isn't still life drawing… Do you think she'll be offended if I leave?**_

All her messages go unread, Alex probably too busy working to check her phone, and so Kara is forced to do the one thing she can; put her phone away and act like she belongs there. She can do it. She's drawn people before. Sure, maybe not like that, but what's the difference between sketching from memory and sketching a live model, right? Wrong.

There are many many differences, the most notable one being that the model is actually there. Alive. In front of her. And it's weird looking at the curve of her back for too long or the way her breast is pressed against her leg as she sits on the ground with one leg drawn up to her body, her arms loosely draped over it and her head hanging low, in a way that her face is mostly hidden away in the shadows. It's weird to look at how her neck is arched forward or how her belly seems so soft and squishy. So she looks at the woman's hair instead. It's tied up in a messy bun, shiny from all the light, and with a few strands are hanging loose around her face. It's so effortless and at the same time so beautiful, Kara has to wonder if it's even possible for someone to look like that without even trying. Her eyes are closed and Kara can see her take deep breaths almost as if trying to calm herself down and she feels kind of bad for staring this much. But she's supposed to stare, isn't she? That's how drawing works. You look at your subject, you study it until you learn everything by heart and then you study it some more because you know it's impossible to learn everything by heart.

The way the light is hitting the woman's body is creating some very interesting shadows and, with a glance around the room, Kara sees that she's not the only one staring. She is, however, the only one staring and not drawing. And, suddenly, the feeling of awkwardness that had been rising in her chest until then increases by a tenfold because 'oh my gosh this is such a pervy thing to do, focus, Kara!'

She tries to move her pencil in smooth lines across her paper, paying more attention to the soft music in the background than she normally would. Normally, she would try to tune out the music altogether and focus on the task in front of her. The woman shifts slightly just as Kara's eyes fall on her, and the blonde is pretty sure she spots a small tattoo on the back of her neck. She's not certain, but she still files it in a corner of her mind so she can add it in later.

She starts with the head. It's the safest route to take, after all. She works hard to get the slope of the girl's neck just right and she struggles to make her hair appear as shiny on paper as it is in real life. She spends way too much time on that one stubborn strand of hair that just doesn't seem to sit right but, in all honesty, she's simply stalling. She's stalling because the lower her eyes travel, the more flushed she feels her face becoming. She's certain she's sporting a full faced blush as she studies the woman's arms and hands and she knows she's sweating by the time her eyes reach her breasts. She doesn't even have a full view of them, but that doesn't make things any better. If anything, it makes things worse because, in her current position, the woman's belly rolls just so and Kara thinks it's just so hot, she can't pry her eyes away. Her hands work on their own accord, one sketching and the other smudging little details off while her eyes remain stuck on the woman.

It takes her about five minutes to get in the zone. It feels like a century, yes, but her watch says five minutes. The blush on her face fades only slightly but never leaves. In fact, it comes back full force every time her eyes linger on the woman in front of her for just a little bit longer. She hopes the woman hasn't noticed, but the way her eyebrow arches subtly every time Kara lets herself stare a little and the way she stiffens slightly tell her she has, indeed, been noticed.

Time absolutely flies in a blur of drawing and erasing and listening to the teacher's soft voice helping the people around her and, before she knows it and about five new sketches later, everyone begins to pack up and Kara rushes to put some last touches on her last work; a sketch of the model sitting on a chair, pretending to read a book. Or maybe she really was reading it, Kara thinks, cause she could see her eyes actually scanning the pages and her face react subtly from time to time. The blonde smiles and chances a glance up only to see that the young woman has disappeared, probably gone somewhere to put her clothes back on.

"I don't think I've seen you here before," the voice startles Kara out of her stupor who turns around sharply only to come face to face with the teacher. "I'm Megan." The woman smiles warmly as she reaches out for a handshake and Kara tries to smile back as she shakes her hand.

"Kara," she introduces herself with an awkward half-laugh. "And yeah, uh… I wasn't exactly supposed to be here." The blush that had managed to disappear from her cheeks is now back just as intense. "I'm so sorry, I mixed up the room numbers and when I realized I thought it would be rude of me to leave."

The woman laughs incredulously as she listens to Kara explain the situation. "Well, normally, you'd have to sign up for the class, but it's not the first time someone's come to observe before enrolling. I could put your name down if you want? I saw your work, it's really good. I feel like you can get something out of this." Kara takes an entire second to think about it.

"Nah, it's okay. I'll uh… I'll just sign up if I ever want to attend any more classes."

"Suit yourself." Megan raises her shoulders and offers yet another warm smile which Kara copies, albeit a little more stiffly. "Now excuse me, I have something I need to be doing. It was lovely meeting you, Kara. I hope we see more of you around." Kara's faint goodbye only barely manages to reach the woman's ears. The blonde sighs as she picks up her things and exits the room as well soon after.

* * *

"You said there was nothing sexual about it!" Lena half yells in her phone as she pulls her jacket on her eyes glancing nervously around.

 _"There isn't."_ Sam's voice is muffled and hard to hear among all the yelling coming from the kids.

"Like hell there isn't! This girl kept looking at me like she wanted to eat me alive. I swear I saw her drool at one point." She doesn't appreciate the loud laugh that makes its way to her ear from the other end of the phone. "Where are you?"

 _"Ruby and the team wanted to get lunch, we're at Burger King. Anyways, you're an attractive woman, Lena, maybe she liked you."_ Lena could practically hear the smirk in the other woman's voice.

"Yes well, if she stalks me home, my death will be in your hands." She half-laughs along with Sam as she bends to pick up her bag.

 _"I'll be sure to write a nice eulogy for you, don't worry."_

"You've always been such a great friend to me, how will I ever repay this kindness?" If there was one thing Lena loved about her relationship with Sam, it was just how sarcastic they both were with each other.

 _"I mean… You could always just model for the art class again,"_ Sam laughs. _"Now that you have an admirer, it'll be all the more interesting."_

"That's so creepy…" She's making her way out from behind the makeshift folding screen now, her phone caught between her shoulder and her ear as she works on untangling her hair from the messy bun it had been in. "I swear, that girl was drooling. She was blushing like crazy too, it was…" Her voice dies instantly in her throat.

 _"Lena. Lena?"_ Sam's muffled voice reaches her ears as she lowers the phone but she ignores it.

"I… forgot my earphones…" The young woman in front of Lena nods towards the chair she had been occupying for the entire class and, sure enough, there's a pair of earphones lying next to it. Lena nods numbly as the girl walks past her with her head down. She doesn't speak again until she's almost out the door. "I'm… sorry if I was creepy," she mumbles, her back still turned to Lena. "If it's any consolation, I won't be taking this class so…"

Oh no. Did Lena just become the reason why the girl dropped out of the class? She can't make her voice work no matter how much she wills it to. She thinks she looks stupid standing there opening and closing her mouth like a fish, but the other girl doesn't seem to care as she simply turns around and leaves. An unidentified weight settles on Lena's chest as she wraps her thick scarf around her neck and makes her way towards the door as well, her mood suddenly much lower than it was two minutes ago and her brain already working on a way to fix what she just broke.

 **A/N: Follow me on tumbler dot com at itsaroseforrose babes! I'd love to talk to you all ^^**

 **Also, while you're there, pls check the "my art" tag to find a picture which I used as inspiration for Lena's first pose**


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